Company registration number 06311065 (England and Wales)
M - INTEGRATED SOLUTIONS PLC
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
M - INTEGRATED SOLUTIONS PLC
COMPANY INFORMATION
Directors
J R H Curley
N Engeham
J W Young
Company number
06311065
Registered office
Home House
10 Church Street
Old Isleworth
London
TW7 6DA
Auditor
Hart Shaw LLP
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
M - INTEGRATED SOLUTIONS PLC
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of income and retained earnings
8
Balance sheet
9
Statement of cash flows
10
Notes to the financial statements
11 - 23
M - INTEGRATED SOLUTIONS PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Review of the business
The company maintained its investment in our loyal staff, accreditation and certifications and focused on the support and delivery for all existing customers.
As we entered 2024, the company had retained all key accounts and relationships, and our enquiry bank was promising, the company continued to explore new immersive technologies and innovations.
Conflicts continued in Ukraine and Gaza causing continued disruption and new challenges with supply chains, delivery channels. Some customers reduced or cancelled projects in the year which has been extremely disappointing and frustrating.
Over 70 countries elected new political leaders during the year, and this caused further geopolitical and geoeconomic uncertainty.
The longer-term impact of inflation and interest rates continued to take effect both in the UK and global economy.
Despite this disruptive landscape, we maintained our customer base, delivered several award-winning immersive projects, and made excellent developments in new business and regional developments.
Principal risks and uncertainties
At 31 December 2024, the main risks to the business are the continuing effect of the Ukraine and Gaza conflicts, and the trade tariff negotiations, which offer an ever increasing complex geopolitical and geoeconomic landscape.
General visible effects over 2024 continuing into 2025 include the cost of borrowing, the constant change in FX, and and high inflation affecting the cost of materials, transportation, labour, energy, and business rates. This continues to have a material effect on projects, company overheads and project margins.
Development and performance
The company continued to service our key customers well over the year and we are delighted to report all relationships have been maintained for 2025 and beyond. During this period, several new client relationships have also been developed.
With the current geopolitical landscape, there comes a refocus on national spending plans. It is well documented that UK, all countries in the European Union and Nato are increasing annual expenditure in defence, satellite, and cyber security to 5% + of national GDP. Having a base of clients within these industries provides as much confidence in their future promotional investments as can be garnered in such a fractious and challenging world.
We continue to work closely with our customers to assist in planning earlier in their project cycle, and through innovation, creativity and our worldwide network of partners help to find cutting edge solutions that continue to drive their brand equity and demonstrable return on investment.
With limited growth in the UK, we have focussed on developing our friendships and connections in the middle east, and in late 2024, M announced a Joint – Venture business in Saudi Arabia.
We continue to focus on creating and developing award winning innovative immersive experiences for brands and for cultural experiences. Our solutions integrate new virtual worlds into omni-channel immersive solutions for our customers.
The company and our world class staff collaborate with like-minded individuals, artists, and independent creative houses who share similar values.
M - INTEGRATED SOLUTIONS PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Key performance indicators
The directors are satisfied with many areas of performance over another incredibly difficult trading year.
The ease and adaptability of staff to work remotely.
The retention of all customer relationships.
The engagement of new customers.
The timely delivery of very high quality, innovative award-winning solutions.
Increasing visibility of our order book.
The formation of our Joint Venture business in Saudi Arabia.
Global landscape
It is still unclear for how long the conflicts will continue in Ukraine and Gaza.
Trade tariff negotiations with the USA have triggered a whole new complexity to the geopolitical and geoeconomic landscape unseen for many decades.
The increase of debt for many economies, the necessary tax increases, combined with high inflation, high cost of living and cost of borrowing, is further undermining consumer and business confidence. Economic growth is stifled in many countries across the world. This will be balanced against the increasing demand for expertise, experience and support in the middle east and certain emerging nations.
Defence, cyber security, satellite communications, AI and the technology are the fastest growing sectors globally. Environmental energy sources, food security and sustainable practices are a huge focus for all moving forward. Cultural exchange, art, sport and entertainment will continue to bridge divides and connect all with shared values and a common understanding in these fractious times.
With demonstrable experience in all the relevant industries and regions of growth, we are in an excellent position to continue to deepen relationships with our existing and new customers.
Other information
The Directors would like to thank our:
Loyal and talented staff for their continued enthusiasm, dedication, positive outlook, dedication, professionalism, and good humour during another unprecedented and extremely challenging year.
At the date of writing, the Directors believe, that despite the continued complex landscape, the company is in a strong position to capitalise on the large investments we have made which will allow our company to continue to rebuild and grow in the future.
J R H Curley
Director
29 September 2025
M - INTEGRATED SOLUTIONS PLC
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company during the period was that of the provision of marketing services.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
J R H Curley
N Engeham
J W Young
Future developments
The directors do not envisage any major change in the forthcoming period but are looking to benefit from their combined market experience and expertise.
Auditor
In accordance with the Company's Articles, a resolution proposing that Hart Shaw LLP be reappointed as auditors of the company will be put at a General Meeting.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
J R H Curley
Director
30 September 2025
M - INTEGRATED SOLUTIONS PLC
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.
M - INTEGRATED SOLUTIONS PLC
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF M - INTEGRATED SOLUTIONS PLC
- 5 -
Opinion
We have audited the financial statements of M - Integrated Solutions Plc (the 'company') for the year ended 31 December 2024 which comprise the statement of income and retained earnings, the balance sheet, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
M - INTEGRATED SOLUTIONS PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF M - INTEGRATED SOLUTIONS PLC
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was considered capable of detecting irregularities, including fraud and the audit response
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We have assessed the overall susceptibility of the financial statements to material misstatement due to irregularities as low.
At the planning stage we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors and other management, as required by auditing standards. The potential effect of any laws and regulation on the financial statements can vary considerably. There are laws and regulations that directly affect the financial statements (e.g. the Companies Act) as well as many other operational laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements. Owing to the size, nature and complexity of the organisation and the applicable laws and regulations to which it must adhere, the risk of material misstatement was deemed to be low, therefore the procedures performed by the audit team were limited to:
Communicating identified laws and regulations at planning throughout the audit team to remain alert to any indications of non-compliance throughout the audit.
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as non-compliance with laws and regulations.
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
M - INTEGRATED SOLUTIONS PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF M - INTEGRATED SOLUTIONS PLC
- 7 -
We have assessed the overall susceptibility of the financial statements to material misstatement due to fraud as low.
Management override is inherently high risk on any audit. Management override which may cause there to be a material misstatement within the financial statements may present itself in a number of ways, for example:
Override of internal controls (e.g. segregation of duties)
Entering into transactions outside the normal course of business, especially with related parties
Fraudulent revenue recognition, including fictitious sales and sales being recorded in the wrong period
Presenting bias in accounting judgements and estimates, particularly the ones disclosed in note 2 to the financial statements.
In order to reduce the risk of material misstatement to an acceptable level, numerous audit procedures were performed including:
Enquiries of management as to whether they had any knowledge of any actual or suspected fraud
Review of all material journal entries made throughout the year as well as those made to prepare the financial statements
Reviewing the underlying rationale behind transactions in order to assess whether they were outside the normal course of business
Increased substantive testing across all material income streams
Assessing whether management’s judgements and estimates indicated potential bias, particularly those disclosed in note 2 to the financial statements
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected material misstatements in the financial statements, even though we have performed our audit in accordance with auditing standards. Furthermore, as with all audits, there is a higher risk of irregularities (especially those relating to fraud) being undetected, as these may involve the override of internal controls, collusion, intentional omissions and misrepresentations etc. We are not responsible for preventing non-compliance or fraud and therefore cannot be expected to detect all instances of such. Our audit was not designed to identify misstatements or other irregularities that would not be considered to be material to the financial statements. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Hannah Jones (Senior Statutory Auditor)
For and on behalf of Hart Shaw LLP
30 September 2025
Chartered Accountants
Statutory Auditor
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
M - INTEGRATED SOLUTIONS PLC
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
10,097,185
9,393,070
Cost of sales
(7,421,402)
(6,898,104)
Gross profit
2,675,783
2,494,966
Distribution costs
(131,322)
(84,001)
Administrative expenses
(3,254,035)
(3,283,875)
Operating loss
4
(709,574)
(872,910)
Interest receivable and similar income
8
752
Interest payable and similar expenses
9
(36,222)
(3,498)
Loss before taxation
(745,044)
(876,408)
Tax on loss
10
149,009
205,200
Loss for the financial year
(596,035)
(671,208)
Retained earnings brought forward
713,204
1,384,412
Retained earnings carried forward
117,169
713,204
The profit and loss account has been prepared on the basis that all operations are continuing operations.
M - INTEGRATED SOLUTIONS PLC
BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
13,914
95,103
Current assets
Debtors falling due after more than one year
12
929,509
780,500
Debtors falling due within one year
12
2,103,840
2,221,293
Cash at bank and in hand
110,831
268,597
3,144,180
3,270,390
Creditors: amounts falling due within one year
13
(2,448,798)
(1,503,140)
Net current assets
695,382
1,767,250
Total assets less current liabilities
709,296
1,862,353
Accruals and deferred income
16
(576,127)
(1,133,149)
Net assets
133,169
729,204
Capital and reserves
Called up share capital
18
16,000
16,000
Profit and loss reserves
117,169
713,204
Total equity
133,169
729,204
The financial statements were approved by the board of directors and authorised for issue on 30 September 2025 and are signed on its behalf by:
J R H Curley
Director
Company registration number 06311065 (England and Wales)
M - INTEGRATED SOLUTIONS PLC
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
23
(1,005,379)
(1,647,296)
Interest paid
(36,222)
(3,498)
Net cash outflow from operating activities
(1,041,601)
(1,650,794)
Investing activities
Purchase of tangible fixed assets
(1,075)
(1,297)
Interest received
752
Net cash used in investing activities
(323)
(1,297)
Financing activities
Payment of finance leases obligations
(722)
Net cash used in financing activities
-
(722)
Net decrease in cash and cash equivalents
(1,041,924)
(1,652,813)
Cash and cash equivalents at beginning of year
268,597
1,921,410
Cash and cash equivalents at end of year
(773,327)
268,597
Relating to:
Cash at bank and in hand
110,831
268,597
Bank overdrafts included in creditors payable within one year
(884,158)
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
1
Accounting policies
Company information
M - Integrated Solutions Plc is a private company, limited by shares and incorporated in England and Wales. The registered office is Home House, 10 Church Street, Old Isleworth, London, TW7 6DA.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in pounds sterling, which is the functional currency of the company.
The financial statements have been prepared on the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The directors assess whether the use of going concern is appropriate. The directors make this assessment in respect of a period of one year from the date of authorisation for issue of the financial statements.true
To conclude on going concern for the Company, the directors have taken due consideration of the following key matters:
A company under common control has refinanced its borrowings in September 2025. This loan has been partly used to repay the loan between the company under common control and M – Integrated Solutions Plc (being £1,075,745 as at 31 December 2024 included in other debtors) which has been used to repay the M – Integrated Solutions Plc overdraft (being £884,158 as at 31 December 2024 included in bank loans and overdrafts). As part of the terms of the loan agreement, M – Integrated Solutions Plc is required to incur additional cash outflows of £261,000 by 31 December 2025 to service the loan, along with further quarterly cash outflows of up to £86,000. The company under common control has provided further finance to support M – Integrated Solutions Plc of £366,000 in September 2025 as part of this refinancing. The directors have received a letter from the company under common control confirming that they have no intention of recalling this debt for at least a period of 12 months from approval of these financial statements.
The directors have a reasonable expectation that they will be able to streamline certain office related costs and reduce their overheads towards the end of 2025, and onwards.
The company has been able to secure certain key contracts which contribute a significant portion of the expected pipeline of orders and resulting cash inflows forecasted in 2026, and onwards.
The directors have considered the above key matters along with other operational aspects when preparing detailed budgets and cashflow forecasts. In considering these factors, the directors are satisfied that they have a reasonable basis upon which to conclude that the Company is able to continue as a going concern for a period of 12 months from the date of signing the financial statements. Accordingly, they have decided to adopt the going concern basis of accounting in preparing the financial statements.
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
1.3
Turnover
Fee income represents turnover earned under a wide variety of contracts to provide professional services. Turnover is recognised as earned when, and to the extent that, the firm obtains the right to consideration in exchange for its performance under these contracts. It is measured at the fair value of the right to consideration, which represents amounts chargeable to clients, including expenses and disbursements but excluding value added tax.
Turnover is generally recognised as contract activity progresses so that for incomplete contracts it reflects the partial performance of the contractual obligations. For such contracts the amount of turnover reflects the accrual of the right to consideration by reference to the value of work performed. Turnover not billed to clients is included in debtors and payments on account in excess of the relevant amount of turnover are included within accruals and deferred income.
Turnover that is contingent on events outside the control of the firm is recognised when the contingent event occurs.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
20% straight line
Fixtures and fittings
20% - 25% straight line
Computer equipment
20% - 33% straight line
Motor vehicles
20% - 33% straight line
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.
1.6
Financial assets
The Company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial assets are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets are classified into specified categories. The classification depends on the nature and purpose of the financial assets and is determined at the time of recognition.
Basic financial assets, which include trade and other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Other financial assets classified as fair value through profit or loss are measured at fair value.
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Loans and debtors
Trade debtors, loans and other debtors that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and debtors'. Loans and debtors are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term debtors when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
1.7
Financial liabilities
Basic financial liabilities, including creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.9
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Deferred income
The company has a number of contracts for rendering of services which were in progress at the year end. These contracts fall into two categories;
The rendering of services such that one specific performance obligation must be satisfied (i.e. an event or act).
The rendering of services such that a performance obligation is satisfied over a period of time (i.e. a construction contract).
The direct costs incurred at the year end on contracts such that one significant performance obligation must be satisfied are recoverable through the standard terms and conditions of the contract, should the contract not be fulfilled through no fault of the company. As such, the company recognises revenue throughout the length of the contract through the costs incurred to date.
Whereby the entity partakes in a contract such that the performance obligation is satisfied over a period of time, the company recognises revenue by reference to the stage of completion of the contract. The stage of completion is measured by looking at the proportion of costs incurred by reference to the estimated total costs. As such, the budgeted profit element of the contract is recognised as the associated costs are incurred.
In making this judgement, management has considered the detailed criteria set out for the recognition of revenue in FRS 102 Section 23, with particular emphasis to the recognition criteria specified above contract types operated. As such, the company has deferred £478,239 (2023 - £921,659) of revenue at the year end.
Deferred taxation
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. The directors have assessed that they believe the deferred tax asset of £929,509 is still recoverable based on their expectation of future profits. Actual outcomes could vary significantly from these estimates, with the deferred tax asset being irrecoverable if no future profits are made.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Accrued costs on completed contracts
Upon the completion of certain contracts, there may still be costs which have not been invoiced to the company, which are accrued for at the year end. The amount of such costs is an area of estimation uncertainty as the exact value is unknown. Management have used the detailed budgets of each projects, along with their expertise and the costs invoiced to the company shortly after the year end to produce an accrual for contract costs. No such costs would reasonably be expected to be invoiced over one year after the completion of a contract. At the year end, the provision for accrued costs on contracts totalled £10,336 (2023 - £37,994).
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
3
Turnover and other revenue
An analysis of the company's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Rendering of services
10,097,185
9,393,070
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
6,345,581
7,660,833
Europe
356,709
962,152
America
-
396,696
Rest of the world
3,394,895
373,389
10,097,185
9,393,070
2024
2023
£
£
Other revenue
Interest income
752
-
4
Operating loss
2024
2023
Operating loss for the year is stated after charging:
£
£
Exchange losses
41,005
23,522
Depreciation of owned tangible fixed assets
82,264
88,208
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
20,750
19,400
For other services
Taxation compliance services
1,450
1,365
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Design
13
13
Production
5
5
Administration
7
8
Sales
2
1
Total
27
27
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
1,986,021
2,005,775
Social security costs
255,618
258,291
Pension costs
24,426
47,985
2,266,065
2,312,051
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
733,788
732,248
Company pension contributions to defined contribution schemes
3,963
3,963
737,751
736,211
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2023 - 3).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
281,434
282,888
Company pension contributions to defined contribution schemes
1,321
1,321
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
752
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
752
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
26,660
242
Other finance costs:
Interest on finance leases and hire purchase contracts
-
66
Other interest
9,562
3,190
36,222
3,498
10
Taxation
2024
2023
£
£
Deferred tax
Tax losses carried forward
(149,009)
(205,200)
The actual credit for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Loss before taxation
(745,044)
(876,408)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
(186,261)
(166,518)
Tax effect of expenses that are not deductible in determining taxable profit
(559)
1,307
Change in unrecognised deferred tax assets
24,191
Permanent capital allowances in excess of depreciation
8,118
7,821
Effect of change in tax rate when loss utilisation expected
5,502
(47,810)
Taxation credit for the year
(149,009)
(205,200)
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
11
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Computer equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2024
299,223
361,850
694,992
174,062
1,530,127
Additions
1,075
1,075
At 31 December 2024
299,223
361,850
696,067
174,062
1,531,202
Depreciation and impairment
At 1 January 2024
239,376
358,978
677,432
159,238
1,435,024
Depreciation charged in the year
59,844
2,872
5,857
13,691
82,264
At 31 December 2024
299,220
361,850
683,289
172,929
1,517,288
Carrying amount
At 31 December 2024
3
12,778
1,133
13,914
At 31 December 2023
59,847
2,872
17,560
14,824
95,103
12
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
284,392
534,244
Other debtors
1,177,249
1,397,874
Prepayments and accrued income
642,199
289,175
2,103,840
2,221,293
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 15)
929,509
780,500
Total debtors
3,033,349
3,001,793
13
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans and overdrafts
14
884,158
Trade creditors
1,433,797
1,417,344
Taxation and social security
130,843
85,796
2,448,798
1,503,140
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
14
Loans and overdrafts
2024
2023
£
£
Bank overdrafts
884,158
Payable within one year
884,158
The bank overdraft is secured by:
- A cross guarantee between the company, M-Europa Limited and AGA Performance Limited (both companies under common control).
- A mortgage debenture incorporating a fixed and floating charge over all assets of the company including book debts.
- A mortgage debenture executed by M-Europa Limited, a company under common control, incorporating a fixed and floating charge over all assets of M-Europa Limited including book debts.
- A mortgage debenture executed by AGA Performance Limited, a company under common control, incorporating a fixed and floating charge over all assets of AGA Performance Limited including book debts.
- A first ranking legal charge over the freehold property provided by M-Europa Limited, a company under common control.
Refer to note 21 for details of post year end refinancing.
15
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Assets
Assets
2024
2023
Balances:
£
£
Accelerated capital allowances
35,000
27,700
Tax losses
894,509
752,800
929,509
780,500
2024
Movements in the year:
£
Asset at 1 January 2024
(780,500)
Credit to profit or loss
(149,009)
Asset at 31 December 2024
(929,509)
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
15
Deferred taxation
(Continued)
- 21 -
The timing differences between the accelerated capital allowances and the depreciation charge on the fixed assets is due to expire at the earlier of the asset being disposed of or the end of its useful life.
Deferred tax assets recognised in respect of tax losses are expected to reverse in line with taxable profits achieved in succeeding periods.
16
Accruals and deferred income
2024
2023
£
£
Arising from accruals and deferred income
576,127
1,133,149
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
24,426
47,985
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
18
Share capital
2024
2023
£
£
Ordinary share capital
Authorised
100,000 Ordinary shares of £1 each
100,000
100,000
Issued and partly paid
64,000 Ordinary shares of £1 each, partly paid
16,000
16,000
19
Financial commitments, guarantees and contingent liabilities
The company has given a composite guarantee in favour of Coutts, in respect of borrowings of related parties.
The company has provided security over a mortgage debenture on a property owned by M-Europa Limited. The balance outstanding at 31 December 2024 is £1,885,582 (2023 - £1,934,085). At 31 December 2024 there were no other bank borrowings.
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
20
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within one year
23,056
23,056
Between two and five years
23,056
23,056
46,112
21
Events after the reporting date
A company under common control has refinanced its borrowings in September 2025. This loan has been partly used to repay the loan between the company under common control and M – Integrated Solutions Plc (being £1,075,745 as at 31 December 2024 included in other debtors) which has been used to repay the M – Integrated Solutions Plc overdraft (being £884,158 as at 31 December 2024 included in bank loans and overdrafts).
22
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Sales
Sales
Purchases
Purchases
2024
2023
2024
2023
£
£
£
£
Other related parties
131,945
428,996
205,844
170,000
Rechargable services
2024
2023
£
£
Other related parties
32,052
8,000
The company was charged rent at a reduced rate of £200,000 (2023 - £200,000) from a related party under common control.
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due to related parties
£
£
Other related parties
213,107
222,274
M - INTEGRATED SOLUTIONS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
22
Related party transactions
(Continued)
- 23 -
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due from related parties
£
£
Other related parties
1,175,617
1,243,245
Throughout 2023 and 2024, an interest free period has been provided on a £1,075,745 (2023: £1,051,693) loan to a related party under common control.
Please refer to note 14, Loans and overdrafts, for details of the security provided by related parties.
23
Cash absorbed by operations
2024
2023
£
£
Loss after taxation
(596,035)
(671,208)
Adjustments for:
Taxation credited
(149,009)
(205,200)
Finance costs
36,222
3,498
Investment income
(752)
Depreciation and impairment of tangible fixed assets
82,264
88,208
Decrease in deferred income
(557,022)
(1,543,031)
Movements in working capital:
Decrease in debtors
117,453
359,994
Increase in creditors
61,500
320,443
Cash absorbed by operations
(1,005,379)
(1,647,296)
24
Analysis of changes in net funds/(debt)
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
268,597
(157,766)
110,831
Bank overdrafts
(884,158)
(884,158)
268,597
(1,041,924)
(773,327)
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